8-K
NEW YORK TIMES CO (NYT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 12, 2021
The New York Times Company
(Exact name of registrant as specified in its charter)
| New York | 1-5837 | 13-1102020 | |||
|---|---|---|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (I.R.S. Employer<br>Identification No.) | |||
| 620 Eighth Avenue, | New York, | New York | 10018 | ||
| (Address and zip code of principal executive offices) |
Registrant’s telephone number, including area code: (212) 556-1234
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A Common Stock | NYT | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On October 12, 2021, the Board of Directors (the “Board”) of The New York Times Company (the “Company”) appointed Manuel Bronstein to the Board and named him to the Board’s Nominating & Governance Committee. A copy of the Company’s press release, dated October 12, 2021, announcing Mr. Bronstein’s appointment to the Board is attached as Exhibit 99.1 to this Form 8-K and is incorporated by reference herein.
Mr. Bronstein will receive the same compensation that is provided from time to time to the Company’s other non-employee directors, including a grant of restricted stock units for the Company’s Class A common stock, with a grant date value of $81,000, representing a prorated amount of the restricted stock units granted to the Company’s non-employee directors on April 28, 2021.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| Exhibit 99.1 | The New York Times Company Press Release, dated October 12, 2021 |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE NEW YORK TIMES COMPANY | ||
|---|---|---|
| Date: October 12, 2021 | By: | /s/ Diane Brayton |
| Diane Brayton | ||
| Executive Vice President,<br><br>General Counsel and Secretary |
Document
Press Release
Manuel Bronstein Joins The New York Times Company Board of Directors
NEW YORK – October 12, 2021 – The New York Times Company announced today that Manuel Bronstein, chief product officer of Roblox Corporation, has been appointed to its board of directors.
“I am delighted to have Manuel join our board. He is a deeply experienced product leader whose expertise gained from a range of digital and consumer-facing companies will be invaluable to us as we continue to expand and grow our digital businesses,” said A.G. Sulzberger, chairman of The New York Times Company.
Mr. Bronstein has 20 years of experience leading product teams in the consumer and entertainment spaces. In his current role at Roblox, Mr. Bronstein, 46, leads the company’s product, design and data science functions. Prior to this role, he served in senior product roles at Alphabet, including as vice president of product at Google, leading Google Assistant, and vice president of product management at YouTube, overseeing the company’s mobile, desktop and living room applications, as well as live streaming, growth and community. He also served in leadership roles at Zynga and Xbox at Microsoft.
Mr. Bronstein grew up in Venezuela and holds a B.S. in electrical engineering from Universidad Simón Bolívar and an M.B.A. from University of California, Berkeley.
About The New York Times Company
The New York Times Company is a trusted source of quality, independent journalism whose mission is to seek the truth and help people understand the world. With more than 8 million subscriptions across a diverse array of print and digital products — from news to cooking to games — The Times has evolved from a local and regional news leader into a diversified media company with curious readers, listeners and viewers around the globe. Follow news about the company at NYTCo.com.
This press release can be downloaded from www.nytco.com
For Media: Danielle Rhoades Ha, 212-556-8719; danielle.rhoades-ha@nytimes.com
For Investors: Harlan Toplitzky, 212-556-7775; harlan.toplitzky@nytimes.com